General Terms and Conditions (GTC)
Version for technology, software, IT and consulting services of MAEDN AG. Effective June 2026.
These General Terms and Conditions govern all contracts between MAEDN AG and its business customers regarding technology, software, IT and consulting services. The German version is the legally binding original; this English version is provided for convenience.
1. Scope & parties
These General Terms and Conditions (GTC) of MAEDN AG, Gotthardstrasse 26, 6300 Zug, Switzerland ("MAEDN AG") govern all contracts between MAEDN AG and its business customers ("Customer") regarding technology, software, IT and consulting services. Customer's deviating terms apply only if expressly agreed in writing.
2. Subject matter & scope of services
The subject matter of the contract is the provision of technology, software, IT and consulting services as specified in the individual contract (e.g. offer, statement of work, order confirmation). Services are typically provided as agile delivery and may include analysis, architecture, software development, integration, testing, rollout, training, operations and support.
3. No regulated financial, legal or tax services
MAEDN AG does not provide regulated financial services, in particular no banking, payment, investment, asset management or insurance services. MAEDN AG also does not provide legal, tax or compliance advice in the legal sense. The Customer is responsible for legal and regulatory assessments and should engage its own specialist advisors.
4. RegTech-related services / KYC & AML process digitalization
Where MAEDN AG implements RegTech-related solutions or digitalizes KYC/AML processes, this is solely the technical implementation of requirements defined by the Customer. The legal evaluation and ultimate responsibility for regulatory compliance remain with the Customer or its specialist advisors.
5. Cybersecurity & Privacy-by-Design
MAEDN AG supports the design and implementation of secure and privacy-respecting solutions. This includes information security, identity and access management, privacy-by-design and technical data protection concepts. This does not replace legal data protection advice.
6. Conclusion of contract, quotes & orders
Contracts come into existence with mutual written agreement (including text form / email) on the essential elements. Offers from MAEDN AG are valid for 30 days unless otherwise stated. Cost estimates are non-binding unless explicitly marked as fixed-price.
7. Customer's duties to cooperate
The Customer shall provide all information, decisions, access and resources required to perform the services in a timely manner, designate competent contacts and ensure timely feedback during reviews and acceptance procedures.
8. Performance, schedule & location
Services are typically provided remotely from MAEDN AG's offices or by the assigned personnel. On-site presence is agreed separately. Delivery schedules are estimates unless explicitly agreed as binding milestones.
9. Subcontractors & group companies
MAEDN AG may engage subcontractors and group companies for the performance of services. MAEDN AG remains responsible to the Customer for the contractual performance.
10. Acceptance & acceptance tests
Where acceptance is contractually foreseen, the Customer shall test the deliverables within an agreed period and either accept them or report material defects in writing. Without timely feedback, deliverables are deemed accepted. Insignificant defects do not block acceptance.
11. Prices, effort & payment terms
Prices are stated in Swiss Francs (CHF) and exclude VAT, expenses and travel costs unless otherwise stated. Time-and-materials services are billed monthly based on time sheets; fixed-price services are billed per milestone. Invoices are due within 30 days net.
12. Change requests & additional effort
Changes to scope, requirements or schedule are handled as change requests. MAEDN AG provides an effort estimate; the change becomes binding once agreed in writing. Additional effort caused by changes or insufficient cooperation by the Customer is billed at the agreed rates.
13. Release, quality & test management
MAEDN AG follows structured release, quality and test processes (test strategy, integration tests, regression tests, release management, versioning) appropriate to the project scope.
14. Managed services & support SLA
For managed services, the parties agree separate service level commitments (response times, availability targets, support channels, escalation). Where no specific SLA is agreed, MAEDN AG provides services with reasonable care during normal business hours (CET).
15. Usage rights, IP & open source
Upon full payment, the Customer receives the usage rights required for the agreed purpose of use. Pre-existing know-how, frameworks, libraries and reusable components of MAEDN AG remain its property; the Customer receives a non-exclusive, non-transferable right of use for the contractual purpose. Open source components are used in accordance with their respective licenses.
16. Confidentiality
Both parties shall keep confidential all non-public information of the other party that becomes known to them during the cooperation, use it only for the contractual purpose and protect it with reasonable measures. The obligation continues for three years after the end of the contract; for trade secrets, longer.
17. Data protection & data processing
Where MAEDN AG processes personal data on behalf of the Customer, the parties conclude a data processing agreement (DPA). MAEDN AG processes such data only on documented instructions and applies appropriate technical and organizational measures. See also our Privacy Policy.
18. Information security
MAEDN AG applies appropriate technical and organizational measures to protect Customer data and systems against unauthorized access, alteration or loss. Specifics for managed services are agreed in the respective service contract.
19. Warranty
MAEDN AG warrants that the services are performed with professional care. Material defects reported within the warranty period are remedied at MAEDN AG's option by repair or replacement. Statutory warranty rights remain unaffected to the extent permitted by law.
20. Liability & limitation of liability
MAEDN AG is liable for damages caused by intent or gross negligence. Liability for slight negligence is excluded to the extent permitted by law. Liability for indirect or consequential damages, lost profits, data loss and lost savings is excluded. In all other cases, total liability per case is limited to the fees paid by the Customer for the affected service in the 12 months preceding the event. Mandatory statutory liability remains unaffected.
21. Force majeure
Neither party is liable for non-performance caused by events beyond its reasonable control (force majeure), including natural disasters, war, terrorism, pandemics, cyberattacks of significant scale, official measures, strikes or material failures of upstream providers.
22. Term & termination
Contracts may be concluded for a defined term or until completion of the agreed services. Continuous services (e.g. managed services) renew automatically unless terminated with the agreed notice period. The right to terminate for cause remains unaffected.
23. Reference naming
MAEDN AG may name the Customer as a reference (company name and logo) on its website and in marketing materials in a factual manner. The Customer may object in writing at any time.
24. Non-solicitation
Without prior written consent of the other party, neither party shall actively solicit employees or contractors of the other party who were involved in the project during the contract term and for 12 months thereafter.
25. Export control & sanctions
The parties comply with applicable export control and sanctions laws. MAEDN AG may suspend or terminate services if their performance would violate such regulations.
26. Final provisions
Amendments and supplements to the contract require written form (text form / email is sufficient). Should individual provisions be or become invalid, the validity of the remaining provisions remains unaffected.
27. Governing law & jurisdiction
The contract is governed by Swiss law, excluding the UN Convention on Contracts for the International Sale of Goods (CISG) and conflict-of-laws rules. Exclusive place of jurisdiction is Zug, Switzerland, subject to mandatory statutory places of jurisdiction.
28. Provider information
MAEDN AG
Gotthardstrasse 26, 6300 Zug, Switzerland
Email: info@maedn.ch
UID: CHE-419.914.631
In case of inconsistencies between the English and the German version, the German version prevails.